HomeMy WebLinkAboutAECOM Technical Services, Inc.-1/19/2016AXOM
AECOM 319-232-6531 tel
501 Sycamore Street 319-232-0271 fax
Suite 222
Wateiloo, Iowa 50703
'wntaecom .com
PARKAVENUE BRIDGE CONCEPTUAL DESIGN REVIEW
CITY OF WATERLOO, IOWA
PROFESSIONAL SERVICE AGREEMENT
This Agreement is made and entered by and between AECOM Technical Services, Inc., 501
Sycamore Street, Suite 222, Waterloo, Iowa, hereinafter referred to as "ATS" and City of Waterloo,
Iowa, hereinafter referred to as CLIENT."
IN CONSIDERATION of the covenants hereinafter set forth, the parties hereto mutually agree as
follows:
SCOPE OF SERVICES
ATS shall perform professional Services (the "Services") in cannection with CLIENT's facilities
in accordance with the Scope of Services set forth in Exhibit A attached hereto,
11. ATS'S RESPONSIBILITIES
ATS shall, subject to the terms and provisions of this Agreement:
(a) Appoint one or more individuals who shall be authorized to act on behalf of ATS and
with whom CLIENT may consult at aII reasonable times, and whose instructions,
requests, and decisions will be binding upon ATS as to alI matters pertaining to this
Agreement and the performance of the parties hereunder.
(b) Use aII reasonable efforts to camplete the Services within the time period mutually
agreed upon, except for reasons beyond its control.
(c) Perforrn the Services in accordance with generally accepted professional engineering
standards in existence at the time of performance of the Services. If during the twa
year period following the completion of Services, it is shown that there is an error in
the Services solely as a result of ATS's failure to meet these standards, ATS shall re-
perform such substandard Services as may be necessary to remedy such error at no
cost to CLIENT. Since ATS has no control over Iocal conditions, the cost of labor and
materials, or over competitive bidding and market conditions, ATS does not guarantee
the accuracy of any construction cost estimates as compared to contractor's bids or
the actual cost to the CLIENT. ATS makes no other warranties either express or
iniplied and the parties' rights, Iiabilities, responsibilities and remedies with respect to
the quality of Services, including claims alleging negligence, breach of warranty and
breach of contract, shall be exclusively those set forth herein.
(d) ATS shall, if requested in writing by CLIENT, for the protection of CLIENT, require
from all vendors and subcontractors from which ATS procures equipment, materials
or services for the project, guarantees with respect to such equipment, materials and
services. All such guarantees shall be made available to CLIENT to the fuII extent of
the terms thereof. ATS's Iiability with respect to such equiprnent, and materials
obtained from vendors or services from subcontractors, shall be Iimited to procuring
guarantees from such vendors or subcontractors and rendering aII reasonabie
assistance to CLIENT for the purpose of enforcing the same.
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(e) ATS will be providing estimates of costs to the CLIENT covering an extended period
of time. ATS does not have control aver any such costs, including, but not Iimited to,
costs of labor, material, equipment or services furnished by others or over competitive
bidding, marketirig or negotiating conditions, or construction contractors' methods of
determining their prices. Accordingly, it is acknowledged and understood that any
estimates, projections or opinions of probable project costs provided herein by ATS
are estimates only, made on the basis of ATSs experience and represent ATSs
reasonable judgment as a qualified professional. ATS does not guaranty that
proposals, bids or actual project costs will not vary from the opinions of probable costs
prepared by ATS, and the CLIENT waives any and aII claims that it may have against
ATS as a result of any such variance.
111. CLIENT'S RESPONSIBILITIES
CLIENT shall at such times as may be required for the successful and expeditious completion
of the Services;
(a) Provide all criteria and information as to CLIENT's requirements; obtain alI necessary
approvals and permits required from all governmental authorities having jurisdiction
over the project; and designate a person with authority to act on CLIENT's behalf on
alI matters concerning the Services.
(b) Furnish to ATS all existing studies, reports and other available data pertinent to the
Services, and obtairi additional reports, data and services as may be required for the
project. ATS shall be entitled to rely upon all such inforn-tation, data and the results of
such other services in performing ts Services hereunder,
IV. INDEMNIFICATION
ATS agrees to indemnify and hold harmless CLIENT from and against any and aII suits,
actions, damages, Ioss, Iiability or costs (includirig, without limitation, reasonabie attorneys'
fees directly related thereto) for bodily injury or death of any person or darnage to third party
property if and to the extent arisirig from the negligent errors or omissions or willful misconduct
of ATS during the performance of the Services hereunder.
V. INSURANCE
Commencing with the performance of the Services, and continuing until the earlier of
acceptance of the Services or termination of this Agreement, ATS shall maintain standard
insurance policies as follows:
(a) Workers' Compensation and/or all other Social Insurance in accordance with the
statutory requirements of the state having jurisdiction over ATS's employees who are
engaged in the Services, with Employer's Liability not Iess than One Hundred
Thousand Oollars ($100,000) each accident;
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(b) Commercial General Bodily Irijury and Property Damage Liability and Automobile
Iiability insurance including (owned, non -owned, ar hired), each in a combined single
limit of One Million Dollars ($1 .000,000) each occurrence for bodily injury and property
damage hability. This policy includes Contractual Liability coverage. ATS agrees to
name CLIENT as Additional Insured on this policy, but only to the extent of ATS's
negligence under this Agreement and only to the extent of the insurance Iimits
specified herein.
(c) Professional Liability Insurance with Iimits of $1,000,000 per claim and in the
aggregate covering ATS against all sums which ATS may become legaily obligated to
pay on account of any professional Ilability arising out of the performance of this
Agreement.
ATS agrees to provide CLIENT with certificates of insurance evidencing the above described
coverage prior to the start of Services hereunder and anrivally thereafter if required. ATS shall
provide prompt notice to the CLIENT in the event of cancellation, material change, or non-
renewal per standard 180 Acord Form wording and the policy provisions.
VI. COMPENSATION AND TERMS OF PAYMENT
Compensation for the services shall be on an hourly basis in accordanoe with the hourly
fees and other direct expenses in effect at the time the services are performed. Total
campensation for the services is a not to exceed fee of Eleven Thousand Two Hundred
Dollars ($1 1,200.00)
ATS n,ay bill the CLIENT monthly for services completed at the time of billing. CLIENT
agrees to pay ATS the full amount of such invoice within thirty (30) days after receipt thereof.
In the event CLIENT disputes any invoice item, CLIENT shall give ATS written notice of such
disputed item within ten (10) days after receipt of invoice and shall pay to ATS the undisputed
portion of the invoice according to the provisions hereof. CLIENT agrees to abide by any
applicable statutory prompt pay provisions currently in effect.
VIl. TERMINATION
CLIENT may, with or without cause, terminate the Services at any time upon fourteen (14)
days written notice to ATS. The obligation to provide further Services under this Agreement
may be terminated by either party upon fourteen (14) days' written notice in the event of
substantial failure by the other party to perform in accordance with the terms hereof through no
fault of the terminating party, providing such defaulting party has not cured such failure, or, in
the event of a non -monetary default, comrrienced reasonable actions to eure such failure. In
either case, ATS wiII be paid for all expenses incurred and Services rendered to the date of the
termination in accordance with compensation terms of Article VI.
Vill. OWNERSHIP OF DOCUMENTS
(a)
Sealed original drawings, speoifications, final project specific calculations and other
instruments of service which ATS prepares and delivers to CLIENT pursuant to this
Agreement shall become the property of CLIENT when ATS has been compensated
for Services rendered. CLIENT shall have the right to use such instruments of service
salely for the purpose of the construction, operation and maintenance of the Facilities.
Any other use or reuse of original or altered files shall be at CLIENT's sole risk
without liability or Iegal exposure to ATS and CLIENT agrees to release, defend and
hold ATS harmless from and against all claims or suits asserted against ATS in the
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event such documents are used for a purpose different than orginaIIy prepared even
though such claims or suits may be based on allegations of negligence by ATS.
Nothing contained in this paragraph shall be construed as limiting or depriving ATS of
its rights to use its basic knowledge and skills to design or carry out other projects or
work for itself or others, whether or not such other projects or work are similar to the
work to be performed pursuant to this Agreement.
(b) Any files delivered in electronic medium rnay not work on systems and software
different than those with which they were originally produced and ATS makes no
warranty as to the compatibility of these files with any other system or software.
Because of the potential degradation of electronic medium over time, in the event of a
conflict between the sealed original drawings and the electronic files, the sealed
drawings will govern.
IX. MEANS AND METHODS
(a)
ATS shall not have control or charge of and shall not be responsible for construction
means, methods, techniques, sequences or procedures, or for safety measures and
progranis including enforcement of Federal and State safety requirements, in
connection with construction work performed by CLIENT's coristruction contractors.
Nor shall ATS be responsible for the supervision of CLIENT's construction
contractors, subcontractors or of any of their employees, agents and representatives
of such contractors; or for inspecting machinery, construction equipment and tools
used and employed by contractors and subcontractors on CLIENT's construction
projects and shall not have the right to stop or reject work without the thorough
evaluation and approval of the CLIENT, In no event shall ATS be hable for the acts or
omissions of CUENTs construction contractors, subcontractors or any persons or
entities performing any of the construction work, or for the failure of any of them to
carry out construction work under contracts with CLIENT.
(b) In order that ATS may be fully protected against such third party claims, CLIENT
agrees to obtain and maintain for the benefit of ATS the same indemnities and
insurance benefits obtained for the protection of the CLIENT from any contractor or
subcontractor working on the project and shall obtain from that
contractor/subcontractor insurance certificates evidencing ATS as an additional
named insured.
X. INDEPENDENT CONTRACTOR
ATS shall be an independent contractor with respect to the Services to be performed
hereunder. Neither ATS nor its subcontractors, nor the employees of either, shall be deemed
to be the servants, employees, or agents of CLIENT.
XI. PRE-EXISTING CONDITIONS
Anything herein to the contrary notwithstanding, title to, ownership of, legal responsibility and
Iiability for any and all pre-existing contamination shall at all times remain with CLIENT. "Pre-
existing contamination" is any hazardous or toxic substance present at the site or sites
concerned which was not brought onto such site or sites by ATS. CLIENT agrees to release,
defend, indemnify and hold ATS harmless from and against any and all Iiability which may in
any manner arise in any way directly or indirectly caused by such pre-existing contamination
except if such liability arises from ATS's sole negligence or willful misconduct.
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CLIENT shall, at CLIENT's sole expense and risk, arrange for handling, storage,
transportation, treatment and delivery for disposal of pre-existing contamination. CLIENT shall
be solely responsible for obtaining a disposal site for such material. CLIENT shall look to the
disposal facility and/or transporter for any responsibility or Iiability arising from improper
disposal or transportation of such waste. ATS shall not have or exert any control over CLIENT
in CLIENT's obligations or responsibilities as a generator in the storage, transportation,
treatment or disposal af any pre-existing contamination. CLIENT shall complete and execute
any governmentally required forms relating to regulated activities including, but not Iimited to
generation, storage, handling, treatment, transportation, or disposal of pre-existing
contamination. In the event that ATS executes or completes any governmentally required
forms relating to regulated activities including but not Iimited to storage, generation, treatment,
transportation, handling or disposal of hazardous or toxic materials, ATS shall be and be
deemed to have acted as CLIENT's agent.
For ATS's Services requiring driIIing, boring, excavation or soils sampling, CLIENT shall
approve selection of the contractors to perform such services, alI site Iocations, and provide
ATS with all necessary information regarding the presence of underground hazards, utilities,
structures and conditions at the site.
XII. LIMITATION OF LIABILITY
CLIENT agrees that ATS's Iiability for the act, error or omission in its performance of services
under this Agreement shall in no event exceed the amount of the total compensation received
by ATS. It is intended by the parties to this Agreement that ATSs services in connection with
the project anticipated herein shall not subject ATS's individual employees, officers, or
directors to any personal Iegal exposure for the risks associated with this project.
XIII. DISPUTE RESOLUTION
If a dispute arises out of, or relates to, the breach of this Agreement and if the dispute cannot
be settled through negotiation, then ATS and the CLIENT agree to submit the dispute to
mediation. In the event ATS or the CLIENT desires to mediate any dispute, that party shall
notify the other party in writing of the dispute desired to be mediated. If the parties are unable
to resolve their differences within 10 days of the receipt of such notice, such dispute shall be
submitted for mediation in accordance with the procedures and rules of the American
Arbitration Association (or any successor organization) then in effect. The deadline for
submitting the dispute to mediation can be changed if the parties mutually agree in writing to
extend the time between receipt of notice and submission to mediation. The expenses of the
mediator shall be shared 50 percent by ATS and 50 percent by the CLIENT, This requirement
to seek mediation shall be a condition required before filing an action at Iaw or in equity.
However, prior to or during the negotiations or the mediation either party may initiate Iltigation
that would otherwise be barred by a statute of Iimitations, and ATS may pursue any property
Iiens or other rights it may have to obtain security for the payment of its invoices.
XIV. MISCELLANEOUS
(a) This Agreement constitutes the entire agreement between the parties hereto and
supersedes any oral or written representations, understandings, proposals, or
communications heretofore entered into by or on account of the parties and may not
be changed, modified, or amended except in writing signed by the parties hereto. In
the event of any conflict between this contract document and any of the exhibits
hereto, the terms and provisions of this contract document shall control. In the event
of any conflict among the exhibits, the exhibit of the Iatest date shall control.
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(b) This Agreement shall be governed by the laws of the State of Iowa.
(c) ATS may subcontract any portion of the Services to a subcontractor approved by
CLIENT. In no case shall CLIENT's approval of any subcontract relieve ATS of any of
its obligations under this Agreement.
(d) In no event shall either party be liable to the other for indirect or consequential
damages, including, but not limited to, loss of use, loss of profit or interruption of
business, whether arising in contract, tort (including negligence), statute, or strict
liability.
(e) In the event CLIENT uses a purchase order form to administer this Agreement, the
use of such form shall be for convenience purposes only, and any typed provision in
conflict with the terms of this Agreement and all preprinted terms and conditions
contained in or on such forms shall be deemed stricken and null and void.
(f) This Agreement gives no rights or benefits to anyone other than CLIENT and ATS and
does not create any third party beneficiaries to the Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this agreement on the day and year written
below.
APPROVED FOR CITY rOF WATERLOO APPROVED FOR AECOM TECHNICAL SERVIC S, INC.
By:By: t
Printed Name: Quentin Hart Printed Name: Douglas W. Schindel
Title: Mayor Title: Associate Vice President
Date:
I/ n / ) b Date: January 13. 2016
PARK AVENUE BRIDGE CONCEPTLJAL DESION REVIEW
CITY OF WATERLOO, IOWA
EXHIBIT A
A. Project Description
The project consists of developing an updated Park Avenue Bridge plan and profile drawing
coordinated with the proposed whitewater course currently being designed by others. The basis
for the updated drawing will be the selected Alternative No. 2 presented in the Park Avenue
Bridge Conceptual Design Report completed in March 2011. This alternative was a 2 -lane bridge
with pedestrian accommodations on both the upstrearn and downstream sides of the bridge. The
project will irielude reviewing the road grade revisions on the north side of the river incorporating
the flood control Ievee, developing a recommended Iayout of the proposed bridge with the
whitewater course in-place verifying vertical clearances for the pedestrian underpass, reviewing
existing water main Iocations impacting proposed construction, updating the plan and profile
drawing for the bridge, updating the construction cost for the proposed bridge, and project
administration and meetings.
B. Scope of Services
The Scope of Services for the project will encompass and indude detailed work, services, material,
equipment, personnel and supplies necessary to provide the Scope of Services defined by the
foliowing tasks:
Task 1 - Review Flood Control Ctosure on North Side of River. This task includes reviewing the
flood control Ievee closure Iocation and elevation with the updated Iocation drawing incorporating the
whitewater course revisions.
Task 2 - Develop Recommended Layout for Proposed Bridqe. This task includes incorporating the
proposed whitewater course Iayout onto the plan view drawing and determining updated Iayout of
spans for the proposed Park Avenue Bridge. This task will include a review of both plan and profile
revisions to the original selected Park Avenue Bridge alternative in the Park Avenue Bridge
Conceptual Design Report completed in March 2011.
Task 3 - Verifyincj Vertical Clearances for the Pedestrian Underpass. This task includes a review
of the vertical clearances for the proposed underpass for the kayak return area below the proposed
Park Avenue Bridge.
Task 4 - Reviewinq Existincj Water Main Locations. This task will include a review of the existing
water main Iocations adjacent to the Park Avenue Bridge to verify potential impacts during
construction of the bridge.
Task 5 - Develop Revised PIan and Profile Drawinq. This task includes updating the existing
proposed Park Avenue Bridge drawing to incorporate revisions to the bridge as a result of the
whitewater course.
Task 6 - Develop Updated Construction Cost Estimate. This task includes updating the cost
estimate for the proposed Park Avenue Bridge incorporating the proposed revisions necessary for
the whitewater course.
Task 7 - Project Administration, Coordination and Meetinqs. This task includes project
administration, coordination and meetings throughout the project development. It is anticipated two
meetings will be required with the City during this project.
O:\AdministrationVAGREE\PR0FWat Park Ave Dridge Conceptual Bridge Des Revdoc
CITY OF WATERLOO
Council Communication
Resolution approving Professional Service Agreement with AECOM Technical Services, Inc. for an
amount not to exceed $1 1,200.00 in con unction with the Park Avenue Bridge Conceptual Design
Review; and authorize Mayor to execute said document.
City Council Meeting: 1/19/2016
Prepared: 1/13/2016
REVIEWERS:
Department Reviewer Action
Engineering Thorson. Erie Approved
SUBJECT:
Date
1/13/2016 - 10:07 AM
Resolution approving Professional Service Agreement with AECOM
Technical Services,jnc. for an amount not to exceed $1 1,200.00 in
eonjunction with the Park Avenue Bridge Conceptual Desjgn Review
and authorize Mavor to execute said document.
Submitted by: Submitted By: Jamie Knutson, PE, Associate Engineer
The project will inelude reviewing the road grade revisions on the north
side ofthe river incorporating the flood control Ievee, developing a
recommended layout of the bridge with the whitewater course in-place,
Sumnmry Statement: verif'ying vertical clearances for the pedestrian underpass, reviewing
existing water main locations impacting proposed construction, updating
the plan and profile drawing for the bridge, updating the construction
cost for the proposed bridge and project administration and meetings.
Source ofFunds: GO. Bonds